Pine Woods Villa Confidentiality Agreement

Upon execution of this Confidentiality Agreement, a Request for Qualifications will be provided to you (the "Principal"), solely for your use in determining whether you have an interest in the request for qualifications to assist the ownership in the development and construction of the Property:

Pine Woods Villa
272 Units Total
8420 SW 188th Terrace, Cutler Bay, FL 33157

The Affordable Housing Group has been retained by the owner of record ("Owner") to assist in the marketing and procurement for qualified developers to renovate and develop additional units on (the "Property") using low-income tax credits.

By signing below, you represent and agree as follows:

  1. The offering package and any other written materials or oral communications relating to the Property (collectively, the "Request for Qualifications ") that are or may in the future be furnished to Principal or Broker by The Affordable Housing Group or Owner, or any agent or representative thereof, will be kept confidential as set forth herein.
  2. You agree that the Request for Qualifications will not be used other than in furtherance of the purposes described above, and that the Request for Qualifications will be kept confidential and will not be disclosed except to those persons, agents, representatives or employees of Principal who have a need to know such information and who are advised of the confidential nature thereof, or as otherwise required by law. The term, "Request for Qualifications ," as used herein, does not include any information, which is generally available to the public through independent sources.

  3. You agree you will not disclose to third parties the substance of any discussions or negotiations which might occur concerning the Property, the result of any investigation relating to the Property, or the terms, conditions, or other aspects of any proposed transaction involving the Property. You further agree that you will not reproduce the Request for Qualifications in whole or in part and will not distribute all or any portion of such Request for Qualifications to any other person or entity, other than as set forth above. Upon request by Owner or The Affordable Housing Group, you agree to return to The Affordable Housing Group all Request for Qualifications furnished to you without retaining copies of all or any part thereof. You agree to indemnify, defend and hold Owner and The Affordable Housing Group harmless from and against any and all losses, costs, damages or expenses, including reasonable attorney's fee, directly sustained or incurred by either Owner or The Affordable Housing Group by reason of any unauthorized distribution or disclosure of the Request for Qualifications by you or any of your directors, officers, employees, partners, agents, representatives or advisors.

  4. The Request for Qualifications contain selected information pertaining to the Property and do not purport to contain all the information that a prospective purchaser may desire. Interested parties should conduct their own investigation and analysis. Although every effort has been made to provide accurate and complete information, neither Owner nor The Affordable Housing Group makes any representation or warranty, expressed or implied, as to the accuracy or completeness of the Request for Qualifications or their contents.

  5. You hereby acknowledge that neither Owner, The Affordable Housing Group, nor any persons acting on their behalf, have made any representation or warranty as to the accuracy or completeness of the Request for Qualifications, or the suitability of the information contained therein for any purpose whatsoever. The Request for Qualifications are subject to, among other things, correction of errors and omissions, addition or deletion of terms, change of price or terms, withdrawal from market without notice, and prior development. You agree that neither Owner, The Affordable Housing Group nor any persons acting on their behalf, shall have any liability to you resulting from the delivery to you, or use by you, of the Request for Qualifications.

  6. You agree that you will not contact the tenants or property management staff of the Property in connection with your review of the Request for Qualifications. Any and all questions relating to the Request for Qualifications or the Properties must be directed solely to The Affordable Housing Group as listing broker. You also agree that you will not visit the property unless accompanied by the listing broker.

  7. You acknowledge that you are not engaged by Owner in any manner or in any capacity. The owner reserves the right to negotiate with one or more prospective purchasers at any time and to enter into a definitive agreement for the development of the Property without prior notice to you. Also, Owner reserves the right to terminate, at any time, further involvement in the investigation and proposal process by any party and to modify data and other procedures without disclosing any reason, therefore. Owner reserves the right to take any action, whether in or out of the ordinary course of business, which it deems necessary or prudent in connection with the Property. The terms of this Confidentiality Agreement will apply to you and any related entities.

  8. You acknowledge that the Owner has no obligation to discuss or agree to the “Development & Employment” of the Property. Furthermore, while the Owner may discuss the development of the Property with you, either party, in its sole and absolute discretion, may terminate discussions at any time and for any reason. The discussions may be lengthy and complex. Notwithstanding that the parties may reach one or more oral understandings or agreements on one or more issues under discussion, neither party shall be bound by any oral agreement of any kind, and no rights, claims, obligations, or liabilities of any kind, whether expressed or implied, shall arise or exist in favor of or be binding upon either Owner or Principal except to the extent same are expressly outlined in a final, written contract signed by both parties and delivered to you.

  9. This Confidentiality Agreement shall be governed and construed in accordance with the laws of the State in which the Property is located. This Confidentiality Agreement may be amended only by a written agreement signed by both parties.

  10. Purchaser acknowledges that it is a principal and not an agent on behalf of any other party in conjunction with the purchase of the Property (except Advisors working on behalf of their pension fund clients). Purchaser acknowledges that in the event they are working with any other broker or agent in connection with the Property, Purchaser will be solely responsible for paying such broker's fee.

The Owner reserves the right, in its sole discretion, to change the terms of the proposed development, withdraw its offer to develop the Property and/or have the Request for Qualifications returned to it at any time.

Each person executing this Agreement in a representative capacity represents and warrants that he and/or she is authorized to sign this Agreement on behalf of the entity set forth below.

Please acknowledge your agreement to and acceptance of the foregoing terms by signing this Confidentiality Agreement were indicated below and returning same to The Affordable Housing Group at your earliest convenience.